Exhibit 4.14
Summary Translation of an Agreement dated July 3, 2006 by and between Crow
Technologies 1977 Ltd. and CMZY, LLC
| 1. |
Crow
Technologies 1977 Ltd. (“Crow”) and its subsidiaries shall
receive from Xx. Xxxxx Silver (through a company controlled by him)
(“Consultant”) various services and consulting, including,
business development, market analysis and development, handling
investor relations, various actions in capital markets in Israel and
abroad and such other services as required from time to time by Crow.
The services shall be performed by Xx. Xxxxx Silver. |
| 2. |
Xx.
Xxxxx Silver shall remain at all times during the term of the agreement the
controlling shareholder of the Consultant. |
| 3. |
The
agreement is for a term of 60 months, commencing as of January 1, 2005 and
until December 31, 2009 and may be terminated by either parties by a
six months prior written notice of termination. |
| 4. |
Without
derogating from the aforesaid in Section 3 above, Crow may terminate the
agreement at any time and with immediate effect in specific
circumstances: (a) in the event that either the Consultant or Mr.
Silver breached any of the terms of the agreement and did not remedy
the breach within 30 days; (b) Mr. Silver was convicted of an offense
with moral turpitude, which in the opinion of the board of directors
of Crow does not permit him to continue to provide services under the
agreement; (c) the Consultant and/or Mr. Silver were disabled from
providing the services pursuant to the agreement and neither of them
appointed another consultant within 15 days to continue to provide
the services; (d) breach of trust by the Consultant and/or Mr. Silver
(e) any act or omission by either the Consultant or Mr. Silver caused
intentional and actual damage to Crow; (f) in the event of bankruptcy
and/or creditors arrangement and/or insolvency of the Consultant. |
| 5. |
Notwithstanding
the aforesaid, in the event that in any of the four years after the
initial year of the agreement, Bank Hapoalim did not approve (if needed at
all) the consideration payable to the Consultant in any relevant year
until March 31 of same year, then, the agreement shall automatically
expire on April 1 of the same year and the Consultant shall not be
entitled to any consideration in respect of same year. In the event
that the banks will approve a lower consideration than the
consideration pursuant to the agreement, then, the Consultant shall
be entitled, at its sole discretion, to terminate the agreement by a
30 days prior written notice to Crow. |
| 6. |
The
Consultant shall be entitled to a monthly consideration in the sum of NIS
33,333 (VAT excluded) against furnishing Crow with a valid tax
invoice. The parties agree that 25% of the monthly remuneration is
attributed to the Consultant’s undertakings to refrain from
competing with Crow and its business. |
| 7. |
The
agreement shall become effective upon its approval by the relevant organs of
Crow. Subject to and upon its approval as aforesaid, the agreement
shall be effective as of January 1, 2005. |
